CGL Speculation #7 Options

[Fuchs]

In the interest of brevity, I'll just say this: you know far less than you think you do. Motions are wrong factually, grammatically, and legally, all the time. As uguru said, they are drafted by paralegals who don't really know anything other than what they've been told to do.

Motion's aren't meant to be read as closely as a statute or a court opinion. Everyone here needs to chill out about this phrase "the members" being stated in a motion to deny summary judgment. Those things are 90% boilerplate, 10% plugging in factual information.

I am very glad I don't practise or are otherwise involved in that system then. The idea that a lawyer can simply send out imprecise and possibly wrong statements to the court is simply wrong in my eyes.

[fistandantilus4....]

How about somebody remove Bull from the Admin group so the issue with his moderator status doesn't keep coming up.

Mesh

No. Bull, like Adam, is still part of the admin group for stuff like site issues and general advice. He, like all the other previous mods who no longer actively moderate, still has access to the restricted sections of the boards. That isn't going to change. Bull is still Admin . He's not moderating.

[Taharqa]

So, I am just trying to keep score here at home and it seems to me that the only real charges leveled in the past week or so are that:

1) CGL has switched support emails, which clearly must indicate duplicity on their part for some wrong-doing, because, you know, changing emails is serious business. Gmail, to top it off. Don't get me started on gmail.

2) Whether "the members" is meant to imply that Coleman is the sole owner of CGL and by a leap of unassailable logic must have therefore swindled all of the other owners out of "stock." The use of the article "the" here is quite the smoking gun, don't you think?

Did I miss anything?

[KnightRunner]

Ok a disclaimer then some comments.

Disclaimer: I am not a lawyer or expert is legal business concerns. I have been involved in the creation and running of several corporations and been involved in several legal proceedings. I speak only from my experience.

Comment #1: Lawyers are wrong a lot. Keep in mind that a big part of their job is misdirection, so yeah a lot of inaccuracies or thrown around and yes many intentionally. Also a lot of grammatical errors and other small inconsistencies find their way into legal briefs, motions, etc. My experience is also that more precision is found proportional to the amount of money involved. In most cases these small thing are overlooked by all parties. When a question does arise, well I have heard this exchange a number of times: Attorney - "Clerical error your honor, we will fix it in future blah blah blah." Judge - "Ok, moving on" Heck I was involved in one proceeding where my name and address were listed (very) incorrectly, because the person writing the affidavit googled me to get my info and made what they called, "just a guess"

Welcome to the American legal system. It is very messy.

Comment #2: Members mean squat, unless the member themselves decide to dispute who speaks for the corporation. I am a member of Two corporations. One LLC and a 501©(3). I am also the registered agent of another 501©(3) of which I am not a member. And I have an LLC of my own that has no members.

So yeah the phrase that people are nitpicking pretty much means squat. (imho) What it means is that the Colemans are making the decisions for the corporation in those proceedings. So unless the other members try and dispute this, then the Colemans call the shots. And depending on how the internal documents are set up, the other members may not have any control to speak of. I have seen such things before. Heck the with 501©(3) that I am a member of, I have no real control over or say in how it is run. (note: It is not a problem) I am a member of it simply because I was asked to help set it up.

Comments #3: Be patient and wait for the rest of the proceedings to play out. My guess is, some very juicy bits will be found in future documents. Assuming that those doing so continue to (Graciously) provide links to such things. And we will know the paydata when we see it.

[Ancient History]

1) CGL has switched support emails, which clearly must indicate duplicity on their part for some wrong-doing, because, you know, changing emails is serious business. Gmail, to top it off. Don't get me started on gmail.

I think people were going for "showing the hurt from the loss of personnel" or perhaps even "unprofessionalism," but I personally don't see e-mail consolidation as necessarily a bad thing.

2) Whether "the members" is meant to imply that Coleman is the sole owner of CGL and by a leap of unassailable logic must have therefore swindled all of the other owners out of "stock." The use of the article "the" here is quite the smoking gun, don't you think?

There is, perhaps, some background to this that you and some other people are missing. I for instance have received second- or third-hand information from different people that suggests there may be some ownership issues with IMR. I cannot confirm that information, so I won't repeat all of it here, but one of recurrent rumor was that Loren & Heather Coleman had made the claim to be the sole members of IMR, for legal reasons. I have absolutely no proof that this is true, and there was a great deal more to this particular story when it was told to me that perhaps lends some context as to why they might have made that claim. Anyway, that is part of one of the rumors, and if you are aware of those rumors (as FrankTrollman and several others are) and if you see a document referring to the Colemans as "the" members, you an see how some people might take that statement as confirmation of the rumor, if they needed any.

[BTFreeLancer]

Question? for anyone?

I thought Leviathan was also licensed to them?

IP like SR and BT but just from someone else who owns it.
Does anybody know?

Leviathans was created John Haward, long time BT community member, but the game mechanics were created by Randall Bills, and the universe and setting were fleshed out(with John's guidance of course) by Blaine Pardoe (author and former BT freelancer), Jim Rapkins (BT freelancer) and Steve Mohan (BT author)

I'm also curious as to how any license change affects BattleCorps, which is a constant income stream for IMR due to it being a subscription service. And is, afaik, not dependent on the BT license itself, seeing as BattleCorps has been publishing fiction since the FanPro days.

[Taharqa]

There is, perhaps, some background to this that you and some other people are missing. I for instance have received second- or third-hand information from different people that suggests there may be some ownership issues with IMR. I cannot confirm that information, so I won't repeat all of it here, but one of recurrent rumor was that Loren & Heather Coleman had made the claim to be the sole members of IMR, for legal reasons. I have absolutely no proof that this is true, and there was a great deal more to this particular story when it was told to me that perhaps lends some context as to why they might have made that claim. Anyway, that is part of one of the rumors, and if you are aware of those rumors (as FrankTrollman and several others are) and if you see a document referring to the Colemans as "the" members, you an see how some people might take that statement as confirmation of the rumor, if they needed any.

Actually, I haven't missed it. I am well aware of the rumors. But they are rumors and the claims made abut the legal documents seem like drastic overreaching to me.

[Rotbart van Dain...]

I'm also curious as to how any license change affects BattleCorps […]

That's easy: Just take a look at the CthulhuTech and Eclipse Phase categories of Battleshop.

[Ancient History]

Actually, I haven't missed it. I am well aware of the rumors. But they are rumors and the claims made abut the legal documents seem like drastic overreaching to me.

<shrug> Jason Hardy and Randall Bills' positive public statements seem like drastic overreaching to me. I'm not saying they're right, I was proffering a reason people might go to those conclusions.

[BTFreeLancer]

That's easy: Just take a look at the CthulhuTech and Eclipse Phase categories of Battleshop.

BattleCorps = IMR's monthly-billed subscriber (ie constant revenue) service for BT fiction (Holostreets BT-equiv)
Battleshop = IMR's online shop.

BC has been around longer than IMR has had the BT/SR license.

[otakusensei]

Actually, I haven't missed it. I am well aware of the rumors. But they are rumors and the claims made abut the legal documents seem like drastic overreaching to me.

This makes it sound like you don't believe the rumors, that's fine. Personally I'm not privy to any details of them, but it does sound plausible, so when the brief was filed I was curious if it changed the equation at all. Turns out not so much, oh well, I'm familiar with square one. But there is enough evidence of unprofessional and worse behavior from IMR that it seems odd to me that you would be so adamantly championing the case that these specific rumors are unfounded. Do you have something to share? Not to be accusing, it's just that I assume that we've heard the same information here and I hope that if I missed something you could make it clear why you feel so strongly on this point. If it's simply an interest in keeping speculation in the realm of reality I solemnly direct you back to the matter unicorn cops.

On the email thing I can say that it really isn't as bad as I and others have made it out to be. Not right now at least. I have personally availed myself of the new email support system and my issue was resolved quickly and to my complete satisfaction. My personal issue with the new system comes in that the system is by design a patch, and not a very professional one. But that's ground that has been covered, and will be covered again when\if IMR gets itself out of this crisis. If you would like to add something to that discussion please feel free. However asking "What about those Yankees?" at best will only cause the same discussion to get rehashed with the same players and same information.

[Taharqa]

But there is enough evidence of unprofessional and worse behavior from IMR that it seems odd to me that you would be so adamantly championing the case that these specific rumors are unfounded. Do you have something to share?

No, I am not claiming the rumors are unfounded, just that they are unsubstantiated. Thus, rumors. And I don't have anything to share, not even a belly ring.

This post has been edited by Taharqa: May 24 2010, 04:36 PM

[emouse]

Uh, not meaning to be argumentative, but I didn't know that at least. The comments about how IMR can be listed as only having two owners when more than two people have paid to have stock in the company is interesting to me (and strange).

K.

It seems to me that companies sell both voting stock and non-voting stock all the time. The document shown for the founding of the LLC may have little to do with what's happened to the company since then. Though I wouldn't be surprised if between the two of them the Colemans owned a majority share.

[urgru]

Latest from PACER:

Attorneys of Record:

IT IS HEREBY ORDERED as follows:

The above captioned matter will be set for pretrial conference on Friday, June 18, 2010, at 9:00 a.m.,700 Stewart Street, Room 7106, Seattle, Washington, before the HONORABLE THOMAS T. GLOVER, Bankruptcy Judge.

DATED at Seattle, Washington, May 20, 2010.

It's interesting that the conference notice was signed a day before the motion hearing took place, although it wasn't docketed until after the hearing and didn't show up on PACER until the 23rd.

The petitioners' request for the expedited hearing last Friday contended there were no free calendar slots until the date set for conference. If that's true, even intervening motion action prob. won't get them into court b/f the 18th. Court calendars can and do change, so this isn't ironclad. For now, though, it seems that there won't be any action before the court for nearly a month.

[Octopiii]

Pretrial hearing are typically continued (pushed back) 2 or 3 times for "negotiations" (read: stalling by one party or another) before things go anywhere. Don't hold your breath for this to be over before summer ends.

If I was IMR's attorney, that's what I would do. Once the license situation is resolved, either IMR will have the future revenue streams to make and keep repayment promises, or they will be a turnip not worth forcing into bankruptcy.

[Octopiii]

I am very glad I don't practise or are otherwise involved in that system then. The idea that a lawyer can simply send out imprecise and possibly wrong statements to the court is simply wrong in my eyes.

"The law has outgrown its primitive stage of formalism when the precise word was the sovereign talisman, and every slip was fatal."

-Benjamin Cardozo

[otakusensei]

No, I am not claiming the rumors are unfounded, just that they are unsubstantiated. Thus, rumors.

Ah, my mistake. Thank you for the clarification.

[Fuchs]

"The law has outgrown its primitive stage of formalism when the precise word was the sovereign talisman, and every slip was fatal."

-Benjamin Cardozo

There's a difference between using a precise (or specific) word, and being precise. Using "Want" instead of "wish" shouldn't be a problem. Using "all the members" instead of "some of the members" should be a problem.

The former is formalism, the latter is being sloppy.

As an example:

There is and should be a difference between someone claiming "all our creditors are being paid" and "some of our creditors are being paid". So, "our creditors are being paid" should not be used if it can be taken both ways.

[Taharqa]

There's a difference between using a precise (or specific) word, and being precise. Using "Want" instead of "wish" shouldn't be a problem. Using "all the members" instead of "some of the members" should be a problem.

The former is formalism, the latter is being sloppy.

As an example:

There is and should be a difference between someone claiming "all our creditors are being paid" and "some of our creditors are being paid". So, "our creditors are being paid" should not be used if it can be taken both ways.

But the distinction is not between "all the members" and "some of the members" its between "the members" and "members" which is actually quite a bit less precise.

More importantly, it is also neglecting that the clear purpose of the phrase in question had nothing to do with a claim about who owned IMR/CGL but rather with establishing the timeline on which the lawyer had been able to talk to the relevant parties. The notion that this is Coleman's defense, that he could take as much money as he wanted because he was sole owner, is absurd because Coleman's actions aren't on trial in the bankruptcy. The only thing at issue is whether the claims of the creditors are legitimate or not and whether CGL has the money to pay them. As much as some people want the bankruptcy case to be a moral indictment of Coleman, it is not.

This post has been edited by Taharqa: May 25 2010, 12:35 AM

[phillosopherp]

The thing is that you actually want to create that ambiguity in legal responses and statements. Any ambiguity can protect your client. Ask Bill Clinton about the definition of the word "is"!

[Cardul]

The thing is that you actually want to create that ambiguity in legal responses and statements. Any ambiguity can protect your client. Ask Bill Clinton about the definition of the word "is"!

Or how about "sexual relations"....(it is now upheld in court: Oral Sex is not 'sexual relations.' Thank you,
Bill!)

[Dixie Flatline]

No, I am not claiming the rumors are unfounded, just that they are unsubstantiated. Thus, rumors. And I don't have anything to share, not even a belly ring.

Except you troll. And when you get called out for trolling on one forum you go to another forum and start to troll again.

[Dixie Flatline]

But the distinction is not between "all the members" and "some of the members" its between "the members" and "members" which is actually quite a bit less precise.

Oh Christ give it up you're factually wrong. Just stop.

Go here:

Washington State Business License Search Engine

and search inmediares as the business name. You will get two results. You want the second one, since it's listed as the LLC.

Washington state lists two governing members of IMR LLC. Both are the Colemans. As far as the state is concerned, the Colemans are "the members" of IMR LLC. There might be investment partners that aren't listed in that system (I don't know if it lists all partners or just governing members), but my original statement that the document stating "the members" was intentional is correct and factual.

If that's not enough, you can *click on the link in that page* that takes you to the Secretary of State website, where you can search by UBI number and find even more information.

So give it a rest. There wasn't a typo, paralegals didn't f*ck it up. They were very, very literal when they said the Colemans were "the members" of IMR LLC. And they were right. And you are wrong.

Period.

And to all the "lawyers" on the forum here, I ask you... It took me 30 seconds to find this information, it's public information, and in theory you should have experience dealing with this. My only experience with LLCs involves setting one up in California years ago, and apparently I have more practical knowledge and insight than professionals. Why didn't you spend 20 seconds on google? Instead, you attacked people for speculating, by speculating yourselves.

[Mesh]

Oh Sn@p!

[urgru]

And to all the "lawyers" on the forum here, I ask you... It took me 30 seconds to find this information, it's public information, and in theory you should have experience dealing with this. My only experience with LLCs involves setting one up in California years ago, and apparently I have more practical knowledge and insight than professionals. Why didn't you spend 20 seconds on google? Instead, you attacked people for speculating, by speculating yourselves.

Or, people with some experience haven't made the mistake of conflating "controlling people" with "the members." You're citing to something that in no way purports to lay out the complete membership of the firm, nor are "controlling" members the only members who matter in the eyes of the state. The state certainly taxes the other members, allows them to vindicate their legal rights in court, and so on.

But hey, if you think 20 seconds of Googling will give answers to things that the owners themselves are apparently unclear on (per KC's comments), more power to you.